Shop or Drop:

The Inevitable Path

for Growth in Beauty
The beauty and personal care industry is at a tipping
point where the ability to grow inorganically will separate
the best from the rest.

The Future of Medical Device Supply Chains 1

Add Brands, Boost Business
The beauty and personal care (BPC) industry has seen a large number of mergers and acquisitions
(M&A) over the past five years with key industry players building their businesses by adding
brands—large and small—to their portfolios. The intensity of this inorganic growth activity is
driven by two factors.

First is the stagnant or slow growth in core markets, including the United States and Western
Europe. For example, the overall beauty and personal care market in the US grew by only 3 percent
over the past five years, and not much more is expected in the next five years. Second is the highly
concentrated nature of the industry: in both the mass and premium segments, the top three
companies account for a 39 and 49 percent share respectively (see figure 1). This is also true
at a category level—in three out of six categories, the top three companies have more than a
45 percent share of the market. Conversely, the other half of the market is extremely fragmented,
with a plethora of brands.

Figure 1
US beauty and personal care marke: share of top three companies

27%
39% 38%
49% 51% 46%
62%
75%

73%
61% 62%
51% 49% 54%
38%
25%

Total Total Deodorants Hair Color Bath and Fragrances Skin

premium mass care cosmetics shower care

$19.9 $43.6 $4.2 $12.0 $14.4 $7.7 $7.8 $15.6

Top three market share Other  Market size ($ billion)

Sources: Euromonitor International; A.T. Kearney analysis

A.T. Kearney’s Merger End Game methodology, which is based on the analysis of hundreds of
mergers across industries, shows that an industry is approaching a tipping point when the top
three companies combined hold a 45 percent share of the market.1 At this point, the industry is ripe
for consolidation, and survival likely depends on acquiring or being acquired. The beauty and
personal care industry has reached this point. Already, industry leaders have been pursuing
opportunities to reinvigorate performance across a variety of categories, geographies, and
channels. The recent increase in M&A activity raises a series of questions: What is the right target?
Are some segments better than others? And ultimately, does M&A create value for acquirers?

For more information, see The Merger Endgame Revisited at www.atkearney.com.

1

Shop or Drop: The Inevitable Path for Growth in Beauty 1

 To answer these questions, our 2016 Beauty and Personal Care M&A Market Study analyzed more
than 200 M&A transactions that took place across all categories and geographies between 2010
and 2016 (see figure 2). Here we take a look at the factors driving these transactions and explore
how acquirers are using M&A to create value.

Figure 2
Typology of a sample of 214 M&A transactions, 2010-2016

Category
Skin care 25%
Beauty care

Color
cosmetics 23%

Fragrance 6%

Hair care 13%

Personal care

Other
personal care 12%

Devices 3%

Sources: A.T. Kearney 2016 Beauty and Personal Care M&A Market Study; A.T. Kearney analysis

We segmented the transactions by primary driver (see figure 3 on page 3). The following section
examines these drivers.

Access to consumers. This is the most widespread strategic M&A driver. BPC companies are
looking to expand share of wallet of new consumer groups. The most attractive targets are
those that better harnessed the ability to read the attitudes and preferences of evolving
or emerging beauty consumer segments. Small specialized companies targeting rising
demographics such as Asian, African American, and Hispanic consumers did so in a more
effective and efficient manner than large corporations. By investing in niche ventures, large
companies can expand their customer base without cannibalizing the revenue of their
pre-existing brands (see sidebar: New Indies: The Next Frontier of Beauty M&A on page 4).

L’Oréal is a good example. In 2014, the company bought ethnic hair-care and skin-care brand
Carol’s Daughter to target women of color by harnessing the demand for ethnic products.

Age is another demographic factor to consider. As Millennials get older, more companies are
targeting the successive Generation Z. For example, in 2012, Elizabeth Arden acquired global
licenses for the celebrity fragrance brands of Justin Bieber and Nicki Minaj to target young
consumers, and PZ Cussons launched a beauty division by acquiring premium hair-care brand
Fudge, targeting Gen Z with stylish products and an appealing website.

Polarization of consumer behaviors is another new trend driven by most demographic groups.
Trading down to products that offer a good value has become the new normal. In 2011, Revlon
entered the value side of the nail polish market by acquiring Mirage Cosmetics (Sinful Colors).

Shop or Drop: The Inevitable Path for Growth in Beauty 2

Figure 3
The four drivers of beauty and personal care M&A

Access to Access
consumers to markets

• Tap into core demographic trends, • Enter mature or emerging markets

such as ethnic consumers, Millennials, • Benefit from local distribution
Generation Z, and aging consumers and locally relevant brands
• Increase the share of wallet with and capabilities
current customers

8%
127 M&A transactions 16 M&A transactions
60%
Transaction
share 20%
Access to Access to
distribution innovation
channels 12%

• Expand downstream into distribution • Take advantage of technological

• Enter white spaces or emerging innovation such as 3D printing or
channels skin scanning to enhance products
or selling processes
• Leverage scientific research and
innovation to enhance product
formulation

26 M&A transactions 45 M&A transactions

Note: Study analyzes 214 transactions.

Sources: A.T. Kearney 2016 Beauty and Personal Care M&A Market Study; A.T. Kearney analysis

And in 2014, L’Oréal acquired NYX Cosmetics, a provider of high-quality, on-trend color
cosmetics sold at value price point while TPG bought e.l.f. Cosmetics, a branded value-price
color cosmetics company.

On the opposite end of the spectrum, aging Baby Boomers and high-earning Millennials are
becoming more quality conscious and trading up to costlier premium brands. For example, in
2014, Estée Lauder Companies acquired premium luxury US skin-care company L Rodin, a
manufacturer of Italian high-end oils, and bought exclusive, ultra-luxury fragrance house
Editions de Parfums Frédéric Malle. The acquisition of Smashbox was another step toward
bringing affluent younger consumers into the prestige market.

Access to innovation. With product life cycles shortening, the ability to scan the market for
innovation becomes crucial. The BPC space is behaving more like the tech industry, where
leaders capitalize on the market of rising companies in Silicon Valley as a “test lab.” The primary
targets were companies with the ability to incorporate technological innovations into their
products and processes. In 2014, for example, L’Oréal acquired Sayuki, a maker of skin-care
scanning and color-matching technology.

Shop or Drop: The Inevitable Path for Growth in Beauty 3

New Indies: The Next Frontier of Beauty M&A

The beauty industry has been
buzzing recently about the rise
of indie brands, those that
“came from nowhere” and almost
overnight gained customer trust,
market success, and perhaps
most importantly, a “challenger”
status for the established brands.
It is important to note that indie
brands are not entirely a new
phenomenon. Indies have been
around for decades. Urban Decay
and Nars, for example, are indie
beauty brands that rose in the
‘90s and became “mainstream”
after being acquired by estab-
lished corporations.
In our universe of 214 M&A
transactions, about 80 percent
of the brands acquired were
independently owned. But
ownership structure by itself
is not sufficient to describe the
recent activity and excitement
about indie brands. There are
four additional factors that
characterize the new generation
of brands, which we call the
“New Indies.”
Focus: catering to the specific
needs of a niche audience and
avoiding being “everything to
everyone”
Engagement: reaching consumers
in innovative and authentic ways—
and allowing consumers to define
the brand and be part of it
Purpose: placing emphasis on
values from family or community
to social and environmental
impact
Channel to market: bypassing
traditional channels—these
brands either sell through stores
such as Sephora or deliver their
products through e-commerce
channels
We categorize every brand
making an art of one or more of
these characteristics as a new
indie. Of our sample of 214
transactions, 41 percent fall into
this category.
New indies are most likely to
remain top acquisition targets.
Acquisitions such as Too Faced
(by Estée Lauder) and IT
Cosmetics (by L’Oréal) will be
the norm, not the exception.
The watch list is growing and
the competition for these brands
will intensify.

Other interesting targets include companies that use scientific research to reach customers.
In 2013, SkinMedica acquired leading science-based mineral makeup company Colorescience,
demonstrating how scientific formulas can help convey health-related messages to consumers.
At the end of 2014, Estée Lauder strengthened its prestige portfolio by acquiring GlamGlow,
a UK-based prestige skin-care brand offering high-end facial mask products formulated with
patented technologies. The brand, originally known as Hollywood’s Beauty Secret, is a testament
to how a technological patent can be used to build a nascent brand’s credibility.

Finally, numerous targets in our study were innovators in tools and devices for medical or
aesthetic applications. For example, in 2013, Valeant acquired Solta Medical, a manufacturer
of energy-based medical device systems for aesthetic applications, and Syneron Medical and
Unilever Ventures formed Iluminage Beauty, a joint venture to develop aesthetic medical
devices and capitalize on the consumer trend of bringing professional-level aesthetic care
to at-home use.

Access to distribution channels. Twelve percent of the transactions were motivated by the
need to strengthen or build the acquirer’s sales infrastructure from the ground up. One example
of downstream integration into retail is the 2013 acquisition of Lena White, the largest distributor
of Coty’s leading color cosmetic brand OPI. This acquisition enabled Coty to strengthen control
of its brand in the UK market, accelerating commercialization through retail and professional
channels. Another example from the brick-and-mortar space is the expansion by Macy’s into a
new retail beauty format with the 2015 acquisition of Bluemercury, a leading luxury beauty retailer.
Not surprisingly, access to e-commerce distribution has also been fueling a significant portion
of BPC M&A. Brick-and-mortar companies have been acquiring digital retailers to complement

Shop or Drop: The Inevitable Path for Growth in Beauty 4

their capabilities and reach consumers through multiple touch points. A good example of this
trend was Target’s 2013 acquisition of online beauty e-retailer DermStore Beauty Group.

Access to markets. Expansion into new geographies is often a core driver of M&A moves.
Acquiring or merging with local companies creates rapid access to local distribution channels,
not only bypassing the time and capital needed to build distribution from the ground up but
also avoiding import barriers. Acquiring local companies is also often a way to access information
about a local market—local skin-care, color, and hair-care companies cater to the tastes and
needs of consumers with different skin colors and types of hair and are a soft spot for global
companies entering a new market.

Although market access was a primary driver for only 8 percent of the transactions we studied,
we gathered interesting insights by analyzing the location of the acquirers and targets. In most
cases, the transactions occurred between an acquirer and a target that were both based in
mature markets. Despite high saturation and competition from incumbents, acquisitions of
North American, European, and Japanese companies were very common. Notable examples
include the expansion of Hein Celestial into Canada with the 2015 acquisition of Belvedere and
Japan’s Kosé making a move on US prestige cosmetics by buying Tarte in 2014.

By investing in niche ventures, large

companies can expand their customer
base without cannibalizing the revenue
of their pre-existing brands.
Less than 10 percent of the transactions in this category involved a company from a mature
market acquiring a target in an emerging market, presumably driven by more limited acquisition
options available in these geographies or the higher risks of overseas transactions. Over the past
five years, companies from traditional markets have shown significant interest in South America
and Asia, with a higher concentration of transactions in India, China, and South Korea. L’Oréal has
been an M&A leader in emerging markets, acquiring Brazilian hair-color and hair-care company
Niely Cosméticos in 2014, Brazilian retail chain Empório Body Store in 2013, Indian beauty and
hair-care manufacturer Cheryl’s Cosmoceuticals in 2013, and Chinese cosmetics facial masks
specialist Magic Holdings in 2013. L’Oréal also pushed into the up-and-coming African market in
2013 by acquiring Interconsumer Products, a Kenyan hair-care and skin-care company. That same
year, Coty bought StarAsia, a beauty product distributor in Southeast Asia. And the list goes on.

Not surprisingly, acquisitions by companies from emerging geographies to access established

markets were uncommon (less than 5 percent). More common were transactions initiated within
an emerging market toward another emerging geography. For example, Delhi-based consumer
goods company Dabur India Ltd. has been expanding its international presence in the Middle
East and North Africa since before 2010, including the 2010 acquisition of Hobi Kozmetik, a
leading Turkish personal care company. Similarly, Mumbai-based consumer product company
Godrej entered Latin America to make two acquisitions within two weeks in 2010, snapping up
local hair-care companies Argencos and Issue Group. Two years later, Godrej expanded its
presence in the region by buying Chilean hair-care company Cosmética Nacional. By entering

Shop or Drop: The Inevitable Path for Growth in Beauty 5

smaller emerging markets through the acquisition of well-established local leaders, Dabur India
and Godrej have become expert in identifying the big fish in a small pond.

Another noteworthy trend is the search for e-commerce pure players, a space that is heating up
around the world, especially in the prestige market. Recognizing this trend back in 2010, LVMH
bought an e-commerce site in Brazil. And Sack’s, a Brazilian online retailer of fragrances,
cosmetics, and toiletries, played a significant role in Sephora’s expansion into Brazil.

Serial Acquirers Create More Value

After analyzing the strategic drivers of the 214 transactions in our study, we looked at the
acquirers’ ability to create value through these transactions. Our research shows that frequent
buyers—those that completed on average two transactions per year or more—increase value
faster than infrequent buyers. Whether companies benefit directly from inorganic growth or use
acquisitions to fuel organic growth, the enterprise value (EV) growth rate of the frequent buyers
is 26 percent higher than for companies that did not engage in transactions as often during
the same period (see figure 4).

Figure 4
Enterprise value growth by transaction intensity

+26% +63%

17.5%

14.0%
10.8%

Frequent buyers Infrequent buyers Infrequent buyers (large)

Two transactions or more per year One transaction or fewer per year

Note: Study analyzes 214 transactions.

Sources: A.T. Kearney 2016 Beauty and Personal Care M&A Market Study; A.T. Kearney analysis

We also analyzed the transactions to evaluate the impact of company size on the ability to create
enterprise value, focusing on whether frequent M&A drives more or less value for large corpora-
tions (revenue of $1 billion or more).2 What we found is that frequent buyers (mostly large
companies) grew 63 percent more enterprise value over a six-year period than infrequent buyers
of comparable size. While M&A is generally beneficial, large beauty companies benefit from
frequent M&A more than their smaller counterparts. In other words, large corporations cannot
afford to sit on the sidelines in the acquisition game if they want to remain leaders.

Our study classifies large corporations as those with $1 billion or more in revenue in 2015.
2

Shop or Drop: The Inevitable Path for Growth in Beauty 6

Finally, we compared EV/EBITDA multiples across the 214 acquisitions. Serial acquirers—both
large and small—maintained 1.4 times EV/EBITDA compared to those who were not serial,
confirming that Wall Street rewards frequent buyers with significantly higher market valuations.3

Where Do We Go from Here?

While the transactions in our study range from microcap acquisitions to billion-dollar ventures,
a common thread remains: strategic buyers had more appetite to acquire in the BPC space than
financial buyers. In particular, our study shows that strategic acquirers between 2013 and 2015
had the lion’s share in BPC acquisitions, with more than 80 percent of transactions being of
a strategic nature.

At the beginning of 2016, tightening high-yield debt markets were constraining financial buyers’
ability and willingness to pursue M&A in the BPC space, especially for smaller, high-risk targets.
As debt markets recover and M&A valuations become more balanced following markets’ return
to more rational deal values than in recent years, financial acquirers could jump back in the
game and make the BPC acquisition space more competitive. As a result, strategic acquirers
could find themselves battling not only their peers but also financial buyers for a limited pool of
available targets.

Whether or not the predictions on liquidity and valuations hold, the fast pace of acquisitions is
bound to stay. Going forward, the main vehicle for growth and creating value in the BPC space
will be acquisitions. Strategic buyers will need to be on their A game—acting fast to grab
better-priced targets in this competitive arena. Making an art of the acquisition game will
separate the best from the rest.

Authors

Hana Ben-Shabat, partner, New York Andrea Szasz, consultant, New York
hana.ben-shabat@atkearney.com andrea.szasz@atkearney.com

The authors wish to thank their colleagues Bahige El-Rayes and Evan Saunders for their contributions
to this paper.

EBITDA is earnings before interest, tax, depreciation, and amortization.

3

Shop or Drop: The Inevitable Path for Growth in Beauty 7

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